Current Report — Form 8-K Filing Table of Contents
Document/ExhibitDescriptionPagesSize 1: 8-K Current Report HTML 21K
2: EX-99.1 Press Release Dated August 13, 2020 HTML 68K
3: EX-99.2 Press Release Dated August 10, 2020 HTML 19K
(Address of principal executive offices) (Zip Code)
(412)
621-0902
(Registrant’s
telephone number, including area code)
(Former name or former address, if changed
since last report)
Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
☐ Written
communications pursuant to Rule 425 under the Securities Act (17
CFR 230.425)
☐ Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
☐ Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17
CFR 240.14d-2(b))
☐ Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17
CFR 240.13e-4(c))
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
Trading
Symbol(s)
Name of
each exchange on which registered
Indicate by check mark whether the registrant is an emerging growth
company as defined in Rule 405 of the Securities Act of 1933
(§230.405 of this chapter) or Rule 12b-2 of the Securities
Exchange Act of 1934 (§240.12b-2 of this
chapter).
Emerging Growth
Company ☒
If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☒
Item 2.02 Results of Operations and Financial
Condition.
The
information disclosed under this Item 2.02 (including Exhibit 99.1) is furnished pursuant to
Item 2.02 and shall not be deemed filed for purposes of Section 18
of the Securities Exchange Act of 1934, as amended (the
“Exchange Act”), or incorporated by reference into any
filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
Item 5.02 Departure of Directors or Certain Officers; Election of
Directors; Appointment of Certain Officers; Compensatory
Arrangements of Certain Officers.
Ms.
Sims, age 52, has been employed by the Company since its spin-off
from FAB Universal Corp. in 2016 (the “Spin-off”). In
2007, she joined Wizzard Software, the parent company of Webmayhem,
Inc. (“Libsyn”), which became a wholly-owned subsidiary
of the Company in the Spin-off, as general manager. In 2008, Ms.
Sims was promoted to President of Libsyn. In 2017, upon the
Company’s acquisition of Pair Networks Inc.
(“Pair”), she also became the President of
Pair.
There
is no arrangement or understanding between Ms. Sims and any other
person pursuant to which Ms. Sims was selected as the
Company’s President, Chief Operating Officer and Principal
Executive Officer. Ms. Sims has no family relationships with any
director or executive officer of the Company. In addition, Ms. Sims
has no direct or indirect material interest in any transaction
required to be disclosed pursuant to Item 404(a) of Regulation
S-K.
The
Company has begun a global search for the Company’s new Chief
Executive Officer.
The
information under Item 7.01 (including Exhibit 99.2) is furnished
pursuant to Item 7.01 and shall not be deemed filed for purposes of
Section 18 of the Exchange Act, or incorporated by reference into
any filing under the Securities Act of 1933, as amended, or the
Exchange Act, except as shall be expressly set forth by specific
reference in such filing.
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.